Exam 33: Life and Death of a Corporation

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MegaCorp occasionally sells products in Michigan.It does not have an office in that state and does not advertise in Michigan.The company's marketing representatives are based in New York but do travel to Michigan once a year to attend a trade show.Which statement is correct?

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Question 1

Correct Answer:

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Isabel,Wesley,Gina,and Lucas worked together intensively to form and become the only shareholders of a corporation that is environmentally conscious.Is there anything they can do to avoid having shares of stock in their company sold to someone who does not share their vision for the environment?

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Question 2

Correct Answer:

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Yes,they can sign a shareholder agreement that grants a right of first refusal for their company's stock.Typically with such an agreement,if a shareholder wants to sell his stock,he must first offer it to the company at the same price that the outsider has offered.If,after 30 days,the company has not agreed to buy the stock,he must then offer it to the other shareholders.Only if they also refuse to buy it within 30 days can he sell it to an outsider at the same price that he offered to the company and shareholders.

Preemptive rights are

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Question 3

Correct Answer:

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In Delaware,lawsuits involving corporations are tried in a special court called

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Question 4

Under most state statutes,a corporation may

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Question 5

What are some of the advantages for a business to incorporate in Delaware?

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Question 6

A corporation must have a registered agent within the state of incorporation only if the corporation maintains an office in that state.

(True/False)

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Question 7

If a party enters into a contract believing in good faith that the corporation exists,he cannot later take advantage of the fact that it does not.

(True/False)

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Question 8

A de jure corporation is not legal and cannot be recognized as a corporation because the incorporation process was defective.

(True/False)

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Question 9

Under corporate law,a corporation that officially states its purpose is "to engage in any lawful activity for which corporations may be organized under the General Corporation Law of Idaho" is too broad.A corporation's purpose must be more narrowly defined.

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Question 10

Mike is planning on incorporating his business in the state of Delaware.Which of the following regarding the name of Mike's business is TRUE?

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Question 11

Discuss how a corporation is terminated.

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Question 12

The executives of Jornaginn Corporation have decided they need to sell 50,000 additional shares of stock to finance their expansion plans.The executives

(Multiple Choice)

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Question 13

What is an exculpatory clause?

(Multiple Choice)

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Question 14

What term identifies stock that has been authorized and sold?

(Multiple Choice)

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Question 15

Laurie is incorporating her business.Laurie's home state is Wisconsin.Business will be conducted in California,Michigan,Pennsylvania,and Virginia.Laurie

(Multiple Choice)

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Question 16

MegaCorp is incorporated in the state of Delaware and is registered only in Delaware.Jolene purchased a MegaCorp product from a company's sales representative following a presentation in Michigan.Jolene was seriously injured by the product in Michigan.Under the Model Act,if Jolene sues in Michigan,can MegaCorp defend the suit there?

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Question 17

Identify four circumstances that might persuade a court to pierce the corporate veil.

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Question 18

Corporate stock can be divided into categories called ,which can be further divided into .

(Multiple Choice)

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Question 19

Denise is a promoter for a proposed corporation,EVR-Young Corp.As promoter,she signed a three-year lease to rent office space in an office park.She signed her name and indicated below her signature she is signing as "promoter for EVR-Young Corp.,a company yet to be incorporated."EVR-Young is never incorporated.The lessor believes that Denise is personally liable for any damages it will sustain as a result of the three-year lease having to be breached.Is Denise personally liable? Explain.

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Question 20

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Exam 33: Life and Death of a Corporation

MegaCorp occasionally sells products in Michigan.It does not have an office in that state and does not advertise in Michigan.The company's marketing representatives are based in New York but do travel to Michigan once a year to attend a trade show.Which statement is correct?

Isabel,Wesley,Gina,and Lucas worked together intensively to form and become the only shareholders of a corporation that is environmentally conscious.Is there anything they can do to avoid having shares of stock in their company sold to someone who does not share their vision for the environment?

Preemptive rights are

In Delaware,lawsuits involving corporations are tried in a special court called

Under most state statutes,a corporation may

What are some of the advantages for a business to incorporate in Delaware?

A corporation must have a registered agent within the state of incorporation only if the corporation maintains an office in that state.

If a party enters into a contract believing in good faith that the corporation exists,he cannot later take advantage of the fact that it does not.

A de jure corporation is not legal and cannot be recognized as a corporation because the incorporation process was defective.

Under corporate law,a corporation that officially states its purpose is "to engage in any lawful activity for which corporations may be organized under the General Corporation Law of Idaho" is too broad.A corporation's purpose must be more narrowly defined.

Mike is planning on incorporating his business in the state of Delaware.Which of the following regarding the name of Mike's business is TRUE?

Discuss how a corporation is terminated.

The executives of Jornaginn Corporation have decided they need to sell 50,000 additional shares of stock to finance their expansion plans.The executives

What is an exculpatory clause?

What term identifies stock that has been authorized and sold?

Laurie is incorporating her business.Laurie's home state is Wisconsin.Business will be conducted in California,Michigan,Pennsylvania,and Virginia.Laurie

Identify four circumstances that might persuade a court to pierce the corporate veil.

Corporate stock can be divided into categories called ________,which can be further divided into ________.

Introduction to Law

Business Ethics and Corporate Social Responsibility

International Law

Common Law, Statutory Law, and Administrative Law

Constitutional Law

Dispute Resolution

Crime

Intentional Torts and Business Torts

Negligence, Strict Liability, and Product Liability

Cyberlaw and Privacy

Introduction to Contracts

Agreement

Consideration

Legality

Capacity and Consent

Written Contracts

Third Parties

Performance, Breach and Discharge

Remedies

Practical Contracts

Introduction to Sales

Ownership, Risk and Warranties

Performance and Remedies

Secured Transactions

Creating a Negotiable Instrument

Liability for Negotiable Instruments

Accountants' Liability

Agency Law

Employment and Labor Law

Employment Discrimination

Starting a Business: LLCs and Other Options

Partnerships

Management Duties

Shareholder Rights

Bankruptcy

Securities Regulation

Antitrust

Consumer Protection

Environmental Law

Intellectual Property

Real Property and Landlord Tenant

Personal Property and Bailment

Planning for the Future: Estates and Insurance

Filters

Corporate stock can be divided into categories called ,which can be further divided into .